Abstract

Corporate governance issues can be explored under the insights of three main views and theories of the firm. The first one, advanced by Holmstrom, Milgrom and Roberts, focuses on the firm as a system of incentives and suggests the analysis of team production in multitasks principal - agents model. The second one, suggested by Rajan and Zingales, distinguishes between ownership and power and emphasizes the role of access to critical resources of the firm as a crucial condition to specialize human capital and to acquire significant power. The third one, considered by Shleifer and Vishny and Edlin and Stiglitz, describes managerial opportunism in terms of manager-specific investments. All these alternative approaches share the common view that human capital is a crucial factor, which implies new perspectives on corporate governance mechanisms. After reviewing the main theoretical aspects of these three different approaches, some preliminary evaluation of their relevance is provided on the basis of the experience of the American corporation in the last two decades and some brief conclusions are offered.